Which sections of the Carvel Franchise Agreement are amended, and what topics do these sections cover?

"A" or "V", coverage for Flood;

• 1. Employment Practices Liability insurance, including third-party coverage, with limits not less than $1,000,000 per employee and $1,000,000 per accident;
• 1. Cyber Liability insurance with limits not less than $1,000,000; and
• 1. Other insurance required by an applicable state or local authority.

If you obtain a claims made policy, you must provide a tail coverage policy for no less than one year after the expiration or termination of this Agreement or the closure of the Franchised Business, whichever occurs first. The tail coverage limits must be equal to, or greater than, the limits provided in the prior policy.

18. Section 15.4 (Restrictive Covenants):

A "Competing Product" includes any products or services that are the same as or similar to any of the Approved Products.

19. Section 20.5 (Notices):

The notice address for the Franchisor shall be:

Carvel Franchisor SPV LLC, 5620 Glenridge Drive NE, Atlanta, Georgia 30342, Attention: Legal Department

The notice address for the Franchisee shall be: «C1_contact_street», «C1_contact_city», «C1_contact_state» «C1_contact_zip».

• 20. Section 22.11 (Additional Terms; Inconsistent Terms): The following additional terms amend the applicable Sections of the Agreement:
  • A. Section 1.1 (Grant of Franchise) is hereby amended to add the following sentence:

Your Franchised Business shall operate as a Carvel® Express Shoppe, which shall sell a limited selection of Approved Products designated by us (an "Express Shoppe").

• B. Section 2.1 (Initial Term) is deleted in its entirety and replaced with the following:
  • 2.1 Initial Term. The initial term of this Agreement (the "Initial Term") will begin on the Effective Date and will end 5 years from the date that your Franchised Business opens for business (the "Opening Date"), unless this Agreement is terminated sooner as provided in other sections of this Agreement.
• C. Section 2.2 (Renewal Term) is amended to delete the first sentence in its entirety and replace it with the following sentence:

We may, in our reasonable discretion, grant you one additional 5-year term (the "Renewal Term," and collectively, with the Initial Term, the "Term").

• D. Section 2.2.B.(i) (Conditions for Renewal Term) of the Agreement is deleted in its entirety and replaced with the following:
  • (i) Agree in writing that, before the Renewal Term begins, you will make any upgrades required so that the Franchised Business will reflect our then-current Standards.
• E. Section 2.2.B.(ii) (Conditions for Renewal Term), 16.3.K. (Control Transfer), 16.4 (Non-Control Transfers), 16.5 (Related Party Transfers), and 18.2.D. (Reinstatement Fee) are revised to replace each instance of "then-current initial franchise fee" with "then-current initial franchise fee for an Express Shoppe."
• F. Section 3.5 (Interest) is amended to provide that, at our option, we may permit you to pay past due amounts and related interest by adding a surcharge on each gallon of our proprietary mix that you purchase, payable when you purchase the mix. If we permit you to pay past due amounts and interest by a surcharge, the surcharge will be calculated so as to liquidate the past due amount and applicable late charges within 120 days.
• G. Section 5.5 (Relocation of the Franchised Business) is deleted in its entirety.
• H. Section 7.2 (Approved Products) shall be supplemented with the following sentence at the end of Section 7.2:

Notwithstanding the foregoing, you acknowledge that we only authorize Express Shoppes to produce and sell a limited selection of Approved Products, as may be modified by us from time to time in writing. Your menu offering will be determined by us prior to the Opening Date and may include some or all of the following:

• (i) Cup & Cone Vanilla, Chocolate or Swirl
• (ii) Classic Sundaes Strawberry, Chocolate or Carmel
• (iii) Thick Shakes Vanilla, Chocolate or Strawberry
• (iv) Carvelanche® products- Your Choice of Toppings
• (v) Frozen Novelty Products
• I. Section 18.1 (General Obligations) is amended to add that you must immediately return to us all molds related to the System.

[SCHEDULE A SIGNATURE PAGE FOLLOWS]

Signature Page for Schedule A (Franchise Specific Terms)

«Z1_First_Name» «Z1_Last_Name» a «Z1_State_of_Formation» «Z1_Entity_Type» Name: «Signee_1_name» Title: «Signee_1_title» Name: «Signee_2_name» Title: «Signee_2_title»

CARVEL HOSTED EXPRESS SCHEDULE

If you will be operating a Carvel Hosted Express Shoppe, the following Schedule will replace

SCHEDULE A

FRANCHISE SPECIFIC TERMS

(CARVEL® HOSTED EXPRESS SHOPPE)

• 2. "Franchisor" means: Carvel Franchisor SPV LLC, a Delaware limited liability company
• 3. "Franchisee" means: «Z1_First_Name» «Z1_Last_Name», a «Z1_State_of_Formation» «Z1_Entity_Type», «Z2_First_Name» «Z2_Last_Name», a «Z2_State_of_Formation» «Z2_Entity_Type»«Z3_First_Name» «Z3_Last_Name», a «Z3_State_of_Formation» «Z3_Entity_Type»«Z4_First_Name» «Z4_Last_Name», a «Z4_State_of_Formation» «Z4_Entity_Type»«Z5_First_Name» «Z5_Last_Name»
• 4. Recital A: "Approved Products" means ice cream, frozen desserts and other food products, beverage products, and related services we approve, including desserts created using our proprietary, special formula mix.
• 5. Recital A: The "Primary Mark" is: CARVEL®
• 6. Section 1.1 (Accepted Location): The Accepted Location means: «store_street_address», «store_city», «store_state» «store_zip». [OR] a location to be determined and added to this Agreement located in the following Site Selection Area: _____________________________________________.
• 7. Section 1.4.A. (Owners of Equity): Below is a complete list of your Owners and breakdown of your ownership structure:

• 8. Section 3.1 (Initial Franchise Fee): The Initial Franchise Fee shall be equal to $10,500.
• 9. Section 3.2.A. (Royalty Fee):

The Royalty Fee shall be 6% of the Net Sales of the Franchised Business, payable each week on the Net Sales of the Franchised Business for the preceding week (or on any other basis stated in the Manuals or in our written notice to you).

10. Section 3.2.B. (Advertising Contribution):

You are not required to make an Advertising Contribution.

11. Section 4.1 (Reserved Rights): The following provisions are added to Section 4.1 of the Agreement.

• A.

Source: Item 23 — Receipts (FDD pages 100–353)